Vilgaxia Invasion, Part 2
Vilgaxia Invasion, Part 2 is the 39th episode of BTUAM and the 9th episode of the third and final season. Last Time... Plot Armodrillo grabbed the ground and started swimming through it, as though it were water. He found a Chimera Sui Generis and began drilling up beneath it. 'Wh-whooooaaaaaaa!!!' it shouted as Armodrillo threw it up into the air. It began plumetting back to the Earth. Armodrillo held his arms up and began using them like drills as the soldier fell into them. Ben then transformed into Big Chill and became intangible, then he started flying through the soldiers and freezing them instantly. 'It's time to go, ULTIMATE!!!' Big Chill shouted. He activated the Ultimate function and transformed, then started shooting his ice flames, sucking away all the heat from the Chimera Sui Generis and freezing them. 'What, don't you like water when it is frozen?' Ultimate Big Chill asked. Ben transformed again, this time into FuzzBall. As FuzzBall he started rolling around and collecting the debris from the battle. Chimera Sui Generis started surrounding him. 'That little thing is going to beat a whole group of us?' one of the soldiers laughed. FuzzBall puffed himself up and shot out some knockout gas. 'Yes it is!' FuzzBall replied. Suddenly a beeping noise came out of the Ultimatrix as he transformed into Ultimate FuzzBall. 'Let's do this!' He started running through the clearing, punching the soldiers. Ben jumped and a flame shot out of his jetpack. 'LIFT OFF!' Ultimate FuzzBall then started shooting powerful flames at them all, dehyrdating them. The soldiers wrinkled and turned to dust. He then flew over to Gwen, Kevin and Goopie. 'What's wrong?' Gwen asked. 'I need you guys to hold off these soldiers while I go deal with Vilgax!' Ben instructed. Kevin nodded. Ben saw a group of soldiers rushing towards the group and quickly shot out green flames. They all dehydrated, then Ben flew up into the sky, right into Vilgax's ship. The soldiers guarding the ship were pacing when they heard metal hitting the floor. They turned to see Ultimate FuzzBall staring at them. 'It's Tennyson!' they shouted. All the guards began charging at Ben but he simply raised his fists, shooting flames at them. Suddenly he ran out of fuel. 'Oh damn it!' he shouted. Ben quickly pressed the Ultimatrix symbol and transformed into Rath. 'LEMME TELL YOU SOMETHING, CHIMERA SUI GENERIS SOLDIERS THAT ARE WORKING FOR VILGAX, NOBODY ATTACKS RATH WHILE HE IS ULTIMATE FUZZBALL AND DOESN'T HAVE ANY FUEL!' Rath shouted as he began rampaging. Suddenly he stopped and looked more irritated than usual. He facepalmed. 'Oh man! I coulda just used the MEGATRIX to let me shoot fire without fuel!' Rath then began bouncing around beating up all of the soldiers. 'I need more back--' one of the soldiers was saying into his walkie talkie before Rath grabbed him. 'COME ON EVERYONE! THERE'S ENOUGH RATH TO GO AROUND!' he shouted. Rath started stabbing them, two at a time. Finally he had dealt with all of them. 'XLR8 time!' he shouted. Rath pressed the Ultimatrix on his chest and transformed into XLR8, then ran for Vilgax's headquarters. Within no time XLR8 was there, right at the door that was reinforced with super strong metals and guarded by atleast 15 soldiers. 'TENN--' one of the soldiers began shouted, but XLR8 had already tackled him to the ground. All the soldiers faced XLR8 and started running, but XLR8 stuck out his tail, tripping them all. 'It's time to get wild!' XLR8 announced. 'He's evolving himself!' one of the soldiers shouted. Ben rolled his eyes at the nimwits as he transformed into Wildmutt. Wildmutt ran at the soldiers, smashing them down. He closed his hand into a fist as he punched a soldier, then lifted himself with his hands and kicked them. Finally those soldiers were done and Wildmutt started trying to bust through the door. 'Tennyson!' Vilgax shouted. Wildmutt continued to try bashing the door down, but no success. He quickly activated the Ultimatrix. 'Ultimate Wildmutt!!' he shouted. 'We weren't meant to battle until the war was being lost!' Vilgax shouted. 'So you had to hide in your headquarters. Anyway, your side is losing!' Ben shouted. He crouched close to the ground and pounced at the door, smashing it down. 'Vilgax!!! Get out of there!' Ultimate Wildmutt shouted. Vilgax was crouching beneath a desk. Ben charged at the desk, knocking it into the air and pushing Ultimate Wildmutt, Vilgax and the desk out the spaceships' window and sending them plumetting to the Earth. Vilgax flailed in the air as Ultimate Wildmutt began attacking him. 'TENNYSON!' Vilgax shouted. 'Fight like a man!' Ultimate Wildmutt shouted back. Finally he got a hold of Vilgax and started punching him in the head, then the tail came into the battle. Ultimate Wildmutt tried stabbing Vilgax, but they were falling too fast and Ben was unable to control it. Then... KA-POOOOOOOOW! The two smashed into the floor and created a giant hole in the floor. The desk shattered before it even hit the ground. Vilgax managed to lift himself out of the hole. A few tentacles were missing from his face and he had lost part of his left arm. There was a green flash in Ultimate Wildmutt's hole. 'YES! Tennyson killed himself!!!' Then there was another flash from the hole. 'Spoke too soon' he said, annoyed. Rath lifted himself from the hole. 'Please, I have fallen more than that and survived' Rath bragged. He walked over to Vilgax and lifted him by one of his tentacles, but that tentacle fell off too. 'Riiiight...' Vilgax lifted his working hand and punched Rath in the face. 'Let go!' Vilgax shouted, watching Rath hold the ripped off tentacle. Rath dropped it and transformed into Ultimate Rath. He grabbed a hold of Vilgax's suit and pulled him up, out of the hole, then threw him 12 yards away. Ultimate Rath then became his tiger form and began running with great speed on four legs. Before Vilgax fell to the ground Ultimate Rath was able to jump up and throw Vilgax into the sky. 'Get ready for this!' Ultimate Rath said. He held his arms up in the air and a green energy ball began growing. Vilgax fell into the ball and was stuck in it, as though it was a force field ball. Then the ball shot out into the sky like an energy beam and Vilgax and the beam smashed into his spaceship, creating a giant explosion. 'Finally!' Ultimate Rath said happily. He tapped the Ultimatrix and began speaking, it was being used as a megaphone. 'LEMME TELL YOU SOMETHING CHIMERA SUI GENERIS SOLDIERS!!! I KILLED VILGAX, SO GET OUTTA HERE!' 'What?' all the soldiers started shouting. They pressed a button on their suits and started teleporting back to Vilgaxia. All the Plumbers were in a circle. Ultimate Rath walked over to see what was going on. 'Outta the way!' he shouted. No one moved so he jumped over them into the middle of the circle. He saw Gwen and Kevin. Gwen was holding a platform of mana with green goo all over it. Ultimate Rath's eyes saddened. 'Goopie?' he asked. 'He died fighting for us' Gwen said sadly. Azmuth teleported in. 'No need to worry. Goopie's adoptive family are holding his DNA so that they can create an exact genetic copy, he just won't be able to access the Ultimatrix and won't have any memory before going to live on Viscosia.' Azmuth then teleported away with Goopie's corpse. All the Plumbers began teleporting away and Ultimate Rath, Gwen and Kevin stood together. Ben reverted to human. 'Did you really kill Vilgax?' Gwen asked. Ben shrugged his shoulders. 'Hopefully, but he has survived worse.' Characters *Ben Tennyson *Gwen Tennyson *Kevin Levin *Goopie Villains *Vilgax *Vilgax's Soldiers Aliens Used *Armodrillo (from previous episode) *Big Chill *Ultimate Big Chill *FuzzBall *Ultimate FuzzBall *Rath (2x) *XLR8 *Wildmutt *Ultimate Wildmutt *Ultimate Rath Trivia *Vilgax invades the Earth. *Goopie dies but his DNA is restored as a full Polymorph and no memory of Ben. *None of Goopies transformations are seen in this episode. Category:ET Category:Episodes Category:Episodes in Ben 10: Ultimate Alien MEGATRIX Category:Two-Part Episodes Category:Wars Category:Filler Episodes